It was early established that the maker of a deed need not himself attach the seal.22 And one seal may serve for several persons. It was formerly thought necessary that each should make an impression upon the seal,23 but this was ultimately held unnecessary. If, therefore, an instrument signed by several persons has seals opposite less than all the signatures, it may, nevertheless, be the sealed instrument of all; and if there is a general recital of sealing, it will be presumed that those who signed without affixing an individual seal adopted any seal which was already upon the instrument; 24 though parol evidence to the contrary is admissible.25 If the instrument contains no recital or other statement tending to show that all the signers executed it under seal, it has been held that the mere fact that the signature to which no seal is affixed follows a signature which is followed by a seal is no evidence that the subsequent signers adopted the seal of the prior signer;26 but parol evidence might show such adoption.27
20 Thus a piece of ribbon attached to parchment for the purpose of keeping the wax of a seal on the parchment was held insufficient, there being no trace of wax having actually been attached. But Cotton, L. J., said: "It is true that if the finger be pressed on the ribbon, that may amount to sealing, but no such inference can be drawn here." National Provincial Bank v. Jackson, 33 Ch. D. 1, U. Such a ribbon was similarly held insufficient in Duncan v. Duncan, 1 Watts, 322. Similarly though a scrawl or flourish may be & seal in Pennsylvania, in Taylor v Gla-aer, 2 S. & R. 502, it was held a flourish was not a seal because put under the signature, and apparently intended merely as part of it.
21 In Langley v. Owens, 52 Fla. 302, 309, 310, 42 So. 457, the court said: "It is not contended that the defendant did not in fact adopt and use the character or device (L. S.) as it appears to the right of bis signature in the notes, but that he did not adopt and intend it as a seal. Where there is no dispute as to the character or device used in the execution of a written instrument it is for the court to determine whether the device as used constitutes a seal. See Beardsley v. Knight, 4 Vt. 471; Jacksonville M. P. Ry. & Nav. Co. v. Hooper, 160 U. S. 514, 16 S. Ct. 379, 40 L. Ed. 515.
"Under this statute [Acts of 1893, c. 41481, a scrawl or scroll, affixed as a seal, to the signature of the maker of a promissory note is as effectual as a seal, and when such scrawl or scroll, printed or written, appears affixed to the maker's signature in the place usually sccupied by the seal it is, in the absence of fraud, sufficient to give it effect as a seal. See Hudson v. Poindex-ter, 42 Miss. 304; Barnard v. Gants, 140 N. Y. 249, 35 N. E. 430; Hacker's Appeal, 121 Pa. St. 192, 15 Atl 500, 1L. R. A. 861."
22 Perkins's Profitable Book, Sec. 130, "But it is nothing to charge, whether it be sealed with the Heal of the grantor or not, or by a stranger, or by the grantor, if the grantor deliver the writing, &d as his deed." See also An-keny v. McMahon, 4 111. 12; Line v. Line, 119 Md. 403, 86 Atl. 1032; Underwood v. Dolling, 47 Mo. 259; Oa-born v. Kistler, 35 Oh. St. 99; Lorah v.
It has been said that if "the first sign without a seal, and the others add seals to their names, without the direction or consent of the first, then he cannot be presumed to adopt their seals as his, and it continues, as to him, a simple instrument, as it was when he first executed it."28 It is to be observed, however, that the question is whether the instrument was sealed when it was delivered. If the first signer, therefore, delivered the instrument or authorized its delivery after a seal had to his knowledge been attached by subsequent parties, there seems as much reason to infer an adoption of the seal from recitals in the instrument as if the unsealed signature were the last on the instrument.
Nissley, 156 Pa. 329, 27 Atl. 242; Mo-Kain v. Miller, 1 McMull, 313.
23Shepard's Touchstone, 57. "And if there be twenty to seal one deed, and they seal all upon one piece of wax and with one seal, yet if they make distinct and several prints; this is a very sufficient seeling, and the deed is good enough."
24 Bacon v. Green, 36 Fla. 325, 18 So. 870; Davis v. Burton, 4 111. 41, 36 Am. Dec 511; McLean v. Wilson, 4 111. 50; Ryan v. Cooke, 172 111. 302, 50 N. E. 213; Tusker v. Bartlett, 5 Cush. 359; Lunaford v. LaMotte Lead Co., 64 Mo. 426; Burnett v. McCluey, 78 Mo. 676, 688; Pequawkett Bridge v. Matties, 7 N. H. 230, 26 Am. Dec. 737; Bowman v. Robb, 6 Pa. 302. But see contra Stabler v. Cowman, 7 G. & J. 284; State v. Humbird, 54 Md. 327, which held general recitals of sealing no evidence of adoption.
25 Yarborough v. Monday, 3 Dev. 420; Hollis v. Pond, 7 Humph. 222; Lambden v. Sharp, 9 Humph. 224.
26 Cooch v. Goodman, 2 Q. B. 580, 598; Hess's Estate, 150 Pa. 346, 24 Atl. 676. But see apparently contrary statements in Euines v. Preston, 20 111. 389; Muokleroy v. Bethany, 23 Tex. 163.
27 Ball v. Dunsterville, 4 T. R. 313; and see cases cited in the preceding two notes.
28Eames v. Preston, 20 111. 389; Rankin v. Roler, 8 Gratt. 63.
A corporation as well as an actual person may adopt as its seal to a document anything which is capable of being adopted as a seal by a natural person, even though the corporation have a special seal which it ordinarily uses.29
It is usual at the close of a deed to state that it has been "signed, sealed and delivered," or that "in witness whereof the maker hereunto sets his hand and seal," or similar words. Such a recital, however, though desirable as evidence of the signer's intent, is not essential to the validity of the instrument as a covenant. Under the earliest common-law view an instrument necessarily showed whether it was sealed with the obligor's seal, and if such an instrument so sealed were outstanding, the obligor was liable. And even after some actual delivery by the obligor had become necessary, and also after it may be supposed to have become necessary that the seal should be actually affixed or adopted by the obligor, it was still true in the main that it could be determined on inspection whether a document was sealed or not without reference to any recitals. Such recitals accordingly were held unnecessary.30
29G. V. B. Mining Co. v. First Nat. Bank, 95 Fed. 23, 33,36 C. C. A. 633, and cases cited.
30Anonymous, 1 Dyer, 19a, pl. 113; Goddard's Case, 2 Coke, 4 b, 5 a; Bedow'a Case, 1 Leon. 25; Peters v. Field, Hetty, 75; Thompson v. Butcher, 3 Bulstr. 300, 302 (but see Clement v. Gunhouse, 5 Esp. 83); Burton v. Le-Roy, 5 Sawy. 510; Jeffery v. Underwood, 1 Ark. 108; Bertranri v. Byrd, 4 Ark. 195; Curomina v. Woodruff, 5 Ark. 116; Conine v. Junction, etc., R., Co., 3 Houst. 288; Eames v. Preston, 20 111. 389; Jackson v. Security Mutual Life Ins. Co., 233 111. 161, 84 N. E. 198;
Hubbard v. Beckwith, 1 Bibb, 492; Wing v. Chase, 35 Me. 260; Trasher v. Everhart, 3 G. & J. 234,246; Mill Dam Foundry v. Hovey, 21 Pick. 417, 428; Brown v. Jordhal, 32 Minn. 135, 19 N. W. 650; Sticknoth's Estate, 7 Nev. 223, 234; Ingram v. Hall, 1 Hayw. 193, 209; Osborn v. Kistler, 36 Ohio St. 99; Osborne v. Hubbard, 20 Oreg. 318, 25 Pac. 1021,11L. R. A. 833; Taylor v. Glaser, 2 S. & R. 502; Frevall v. Fitch, 5 Whart. 325, 34 Am. Dec. 558; Biery v. Haines, 5 Whart. 563; Hopkins v. Cumberland R. Co., 3 W. & S. 410; Lorah v. Nissley, 156 Pa. 329, 27 All. 242; Relph v. Gist, 4 McCord, 267;
In Virginia and a few other States, however, a different rule prevails, and whether the seal attached to the instrument is one which would have been regarded as such by the early common law or not, a recital that the instrument is sealed must be made.31
Under the extension of the common-law definition of what constitutes a seal,32 a distinction is taken in some jurisdictions. It is held that to give a scroll or similar modern substitute for a seal the effect of one, requires' a recital, but that a real or unmistakable seal is effectual without a recital.33 But no such requirement is generally made.34 It seems, therefore, that in most jurisdictions whether an instrument is under seal or not must frequently be open to determination by extrinsic parol evidence of the intention with which some scroll or dash was affixed to the signature of the maker.35 Though if statements
McKain v. Miller, 1 MeMull. 313; Scruggs p. Brackin, 4 Yerg. 528. See also McRaven v. McGuire, 17 Miss. 34; Hudson v.. Poindexter, 42 Miss. 304.
31Bradley Salt Co. v. Norfolk Importing Co., 95 Va. 461, 28 8. E. 607. Abo Lee v. Adkins, Minor, 187; Carter v. Penn, 4 Als. 140; Moore v. Leseur, 18 Ala. 606; Blackwell v. Hamilton, 47 Ala. 470; Breitling v. Man, 123 Ala. 222, 26 So. 203; McDonald v. Bear River, etc., Mining Co., 13 Cal. 220; Echols v. Phillips, 112 Ga. 700, 37 & E. 977; Barnes v. Walker, 115 Ga. 108 41 S. E. 243; Bohannon v. Hough, 1 Miss. 461 (but see McRaven v. McGuire, 17 Miss. 34); Austin's Adm. p. Whitlock's Ex're, 1 Munf. 487, 4 Am. Dec. 660; Keller's Adm'r v. McHuff-man, 15 W. Va. 64, 85. See also Buckingham v. Orr, 6 Col. 587.
32See supra, Sec.207.
33 Alt v. Stoker, 127 Mo. 466,30S. W. 132, and cases cited; Winter v. Kansas City Ry. Co., 160 Mo. 159, 61 S. W. 608; Newbold v.Lamb, 2 South. (N.J.) 449; Corlies v. Van Note, 1 Harr. (N. J.) 324; Flemming v. Powell, 2 Tex. 225 (compare English v. Helms, 4 Tex. 228;
Muckleroy v. Bethany, 23 Tex. 163). See also Brown v. Jordhal, 32 Minn. 135, 19 N. W. 650, 50 Am. Rep. 560; Merritt v. Cornell, 1 E. D. Smith, 335; Osborne v. Hubbard, 20 Oreg. 318, 25 Pac. 1021. In Missouri and Texas seals are now abolished altogether. See infra, Sec. 218. In some jurisdictions at least the mere presence of a seal is not sufficient evidence that the instrument is sealed. There must be either a recital or extrinsic evidence of sealing by the obligor. In re Pirie, 198 N. Y. 209, 91 N. E. 587; Taylor v. Glaser, 2 Serg. & R. 502; Smith v. Henning, 10 W. Va, 596, 631, cf.. Jackson v. Security L. Ins. Co., 233 111. 161, 84 N. E. 198.
34 See cases cited supra, n. 30.
35 It is indeed said in Jacksonville, etc., Nav. Co. v. Hooper, 160 U. S. 514, 519, 40 L. Ed. 515, 16 S. Ct. 379, "Whether an instrument is under seal or not is a question for the court upon inspection; whether a mark or character shall be held to be a seal depends upon the intention of the executant, as shown by the paper " citing Hacker's Appeal, 121 Penn. St. 192,15 Atl. 500, 1 L. R. A. 861; Pillow v. Roberts, 13 or recitals are made in an instrument to which is affixed something capable of being a seal if intended as such, that it is sealed, such statements are doubtless evidence and perhaps conclusive evidence of the obligor's intent.36